- Current report filing (8-K)
May 07 2009 - 5:09PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 7, 2009
Impax Laboratories, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-27354
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65-0403311
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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30831 Huntwood Avenue, Hayward, CA
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94544
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
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(510) 476-2000
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Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 8.01 Other Events
Following its review of the recent RiskMetrics Group analysis of the proposals to be submitted
to stockholders at the Companys 2009 Annual Stockholders Meeting, the Companys Board of Directors
on May 7, 2009 determined that it intends to approve at its meeting immediately following such
annual meeting (1) an amendment of section 5.6 of the Companys Amended and Restated 2002 Equity
Incentive Plan to provide that no underwater options will be repurchased, repriced or replaced
without the prior approval of the stockholders of the Company and further to provide that no
underwater options will be repurchased for cash without the prior approval of the stockholders of
the Company; and (2) an amendment of the Companys 1999 employment agreement with Larry Hsu, the
Companys President and Chief Executive Officer, to provide that the termination payments provided
by section 4.2 thereof shall be payable following a Change in Control of the Company only upon the
simultaneous or subsequent actual or constructive termination of Dr. Hsus employment by the
Company. Dr. Hsu has agreed to such amendment.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: May 7, 2009
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IMPAX LABORATORIES, INC.
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By:
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/s/ Arthur A. Koch, Jr.
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Name:
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Arthur A. Koch, Jr.
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Title:
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Senior Vice President, Finance, and
Chief Financial Officer
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